We generated mice with Gs-alpha deficiency in beta cells (betaGsKO mice) by repeated matings of rat insulin II promoter -cre recombinase transgenic mice with floxed Gs-alpha mice which have loxP recombination sites surrounding Gs-alpha exon 1. Results to date show that betaGsKO mice had very poor survival during the first several weeks of life in most cases associated with hyperglycemia and in addition had very poor postnatal growth. Studies in adult mice showed that betaGsKO mice had severe hyperglycemia and glucose intolerance despite having greater than normal insulin sensitivity. Impaired glucose tolerance was due to the fact that these mice were hypoinsulinemic, with reduced islet insulin content and glucose-stimulated insulin release. Although islet architecture was maintained, betaGsKO mice had significantly reduced beta cell mass with reduced beta cell proliferation and increased beta cell apoptosis. Although studies have suggested that GscAMP mediates these effects on beta cell growth, survival, and insulin release by stimulating insulin receptor substrate 2 (Irs2) expression, we observed no change in expression of Irs2 or Pdx1, a beta cell growth gene which is induced by Irs2 signaling. Rather, there was a specific reduction in cyclin D2 expression. Studies directly examining the effects of cAMP on expression of cyclin D2 promoter-reporter constructs in beta cells as well as cross breeding studies of betaGsKO mice with various mouse lines in which cell cycle genes have been knocked out are ongoing.